ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BY-LAWS; CHANGE IN FISCAL YEAR.

(a) On October 22, 2008, the Board of Directors of Stryker Corporation adopted amendments to the Company's By-Laws to require shareholder proponents of director candidates or proposals to be brought before the annual meeting of shareholders to fully disclose the stock ownership and derivative positions of such persons and their associates in the notice required by the By-Laws to be given to the Company. The foregoing summary description of the amendments to the Company's By-Laws does not purport to be complete and is qualified in its entirety by reference to the full text of the By-Laws, a copy of which is attached as Exhibit 3(ii) and incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(a) Exhibits

3(ii) By-Laws of Stryker Corporation

(As amended through October 22, 2008)